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SIGA TECHNOLOGIES INC — Director's Dealing 2004
Jan 9, 2004
32600_dirs_2004-01-09_6e9d7dc3-4972-48b5-8771-8fe0a7d195a4.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: SIGA TECHNOLOGIES INC (SIGA)
CIK: 0001010086
Period of Report: 2004-01-08
Reporting Person: MAFCO HOLDINGS INC (10% Owner)
Reporting Person: PERELMAN RONALD O (10% Owner)
Reporting Person: MACANDREWS & FORBES HOLDINGS INC (10% Owner)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2004-01-08 | Common Stock | X | 1278191.0000 | $1.4400 | Acquired | 3856565.0000 | Indirect |
| 2004-01-08 | Common Stock | X | 3472222.0000 | $1.4400 | Acquired | 3472222.0000 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2004-01-08 | Warrant (right to buy) | $2.0000 | X | 639095.0000 | Acquired | 2011-01-08 | Common Stock (639095.0000) | Indirect |
| 2004-01-08 | Warrant (right to buy) | $2.0000 | X | 1736111.0000 | Acquired | 2011-01-08 | Common Stock (1736111.0000) | Indirect |
| 2004-01-08 | Option (right to buy) | $1.4400 | X | 1278191.0000 | Disposed | 2003-10-13 | Common Stock (1278191.0000) | Indirect |
| 2004-01-08 | Option (right to buy) | $1.4400 | X | 3472222.0000 | Disposed | 2003-10-13 | Common Stock (3472222.0000) | Indirect |
| 2004-01-08 | Option (right to buy) | $ | X | 639095.0000 | Disposed | 2003-10-13 | Warrant (639095.0000) | Indirect |
| 2004-01-08 | Option (right to buy) | $ | X | 1736111.0000 | Disposed | 2003-10-13 | Warrant (1736111.0000) | Indirect |
Footnotes
F1: Common Stock, par value $0.0001 per share ("Common Stock").
F2: On August 13, 2003, MacAndrews & Forbes Holdings Inc. ("Holdings"), a wholly owned subsidiary of Mafco Holdings Inc. and a joint filer hereunder, and SIGA Technologies, Inc. (the "Company") entered into a Securities Purchase Agreement (the "Purchase Agreement"). Pursuant to the Purchase Agreement, Holdings acquired an option (the "SIGA Option"), exercisable from time to time, to purchase (a) up to 6,146,875 shares of Common Stock ("Tranche B Shares") at a per share purchase price of $1.44 and (b) a warrant to purchase a number of shares of Common Stock equal to 50% of the number of Tranche B Shares, exercisable for $2.00 per share, for no additional consideration. On October 8, 2003, Holdings exercised a portion of the SIGA Option, subject to the approval of the Company's stockholders pursuant to NASD Marketplace Rule 4350 ("Rule 4350"). On January 8, 2004, the Company's stockholders approved the issuance of the securities in accordance with Rule 4350.
F3: On October 8, 2003, in accordance with the Purchase Agreement, Holdings assigned a portion of the SIGA Option to TransTech Pharma, Inc. ("TTP"), an entity affiliated with Ronald Perelman, a joint filer hereunder, for no consideration. TTP is a corporation in which Mr. Perelman has a direct ownership interest. Mr. Perelman disclaims beneficial ownership of the securities reported on this Form 4 as owned by TTP, except to the extent of his pecuniary interest therein. Neither Holdings nor Mafco Holdings Inc. has any pecuniary interest in securities held by TTP. On October 8, 2003, TTP exercised its portion of the SIGA Option, subject to the approval of the Company's stockholders pursuant to Rule 4350. On January 8, 2004, the Company's stockholders approved the issuance of the securities in accordance with Rule 4350.
F4: This warrant was received, for no additional consideration, along with the 1,278,191 Tranche B Shares issued to Holdings upon exercise of a portion of the SIGA Option.
F5: This includes (A) a warrant to acquire 341,493 shares of Common Stock which expires on August 13, 2010, (B) a warrant to acquire 698,232 shares of Common Stock which expires on October 14, 2010, and (C) a warrant to acquire 639,095 shares of Common Stock which expires on January 8, 2011. All other terms of these warrants, including, without limitation, the exercise price are identical.
F6: This warrant was received, for no additional consideration, along with the 3,472,222 Tranche B Shares issued to TTP upon exercise of its portion of the SIGA Option.
F7: As a result of the receipt of the 1,278,191 Tranche B Shares issued to Holdings upon exercise of a portion of the SIGA Option, the SIGA Option was reduced by a like amount. The SIGA Option was acquired for no consideration.
F8: As a result of the receipt of the 3,472,222 Tranche B Shares issued to TTP upon exercise of its portion of the SIGA Option, the SIGA Option was reduced by a like amount. The SIGA Option was acquired for no consideration.
F9: As a result of the receipt of the warrant to purchase 639,095 shares of Common Stock issued to Holdings upon exercise of a portion of the SIGA Option, the SIGA Option was reduced by a like amount. The SIGA Option was acquired for no consideration.
F10: As a result of the receipt of the warrant to purchase 1,736,111 shares of Common Stock issued to TTP upon exercise of its portion of the SIGA Option, the SIGA Option was reduced by a like amount. The SIGA Option was acquired for no consideration.